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r»ie Two
LEGAL NOTICE
STATE OF GEORGIA
COUNTY OF FULTON
TO THE SUPERIOR COURT
OF SAID COUNT?*
H<Ti h r e 1 i£^ tlu ,°,T r ’ central Atlanta
"fv^OING CO., waa Incorporated by
* hl « Court on tbe 7th day
^.November, 1946. f or a port-* of
“£*£?"»«! y f ,r * und,r <£« term,
and provisions of the act of the Gen-
er«l Assembly -of Georgia, approved
< G - r «“ C* w *- Extra
Seaaton 1937 3*. Pp 214. et »eq).
n ?'l d# **ree to aurrender
? h * sut « of Georgia lta said charter
f ™. fr ? nc M* e ** • corporation; to
terminate lta corporate existence; and
to be dissolved by proper order and
decree of this Court
3.
That such dissolution may be al
lowed without an Injustice to any
stockholders or any person having
any claim of any character against said
corporation.
That the Board of Directors of the
petitioner determined It advisable that
the petitioner corporation be dissolved
■and duly adopted a resolution to this
effect and called a meeting of the
utockholders for the purpose of con
sidering the dissolution of said corpo
ration, and at said stockholders* meet
ing held on the Stb day of June, 1M1,
at 11:00 o’clock A.M., pursuant to con
sent and waiver of notice of the call
ing of said meeting, which meeting
was held at 141 Peachtree Street, N.I.,
Atlanta, Georgia, a resolution was
adopted by the affirmative vote of the
owners of the entire outstanding stock
of the corporation authorizing and
directing that proper steps be taken
for the dissolution of the corporation
and the surrender of Its charter, the
terms of said dissolution and liquids
tlon being set out in the minutes of
the special meeting of the Board of
Directors of petitioner corporation
held on June 5, 1961. at 10 00 o’clock
A M at 141 Peachtree Street, N.E,
Atlanta, Georgia and the terms of
which are set out In the minutes of
said specially called directors' meet
Ing. A certified copy of said resolu
tion Is attached hereto marked Exhibit
"A” and made a part of this petition.
a
Your petltoner shows that the terms
of said complete liquidation and dis
solution were completed on or before
November 30, 1961.
WHEREFORE petitioner prays that
It be dissolved as a corporation and
Its charter and franchise be surrender
ed to the State of Georgia as provided
for by law
Samuel L. Eplan
Attorney for Petitioner
EXHIBIT "A”
Excerpts from special meeting of
stockholders of CENTRAL ATLANTA
HOLDING CO. held at 141 Peachtree
Street N.E., Atlanta, Georgia, on June
5th, 1961, at 1100 o’clock A M
"After s full consldsrstion end upon
motion duly msds, seconded, and
Unanimously carried, It was
***OLVED that the Company be
completely liquidated and dissolved.
FURTHER RESOLVED that the Plan
of Complete Liquidation and Dissolu
tion of the Company proposed by the
Board of Directors at a tpecial meet
in* held on June 5, mi, (s copy of
which has been presented to this meet
In*) be end Is hereby ratified, ap
provedL and adopted.
FURTHER RESOLVED that the com
plete liquidation and dissolution of tha
Company be effected under such plan.
FURTHER RESOLVED that the Offl
cars end Directors of ths Company
■ re hereby authorized, empowered,
and directed to do any and all things
in Its nsmo and behalf which thsy may
doom necessary or sdvissbls to carry
out the purposes and Intsntlom of
such plan."
Excerpts from special meeting of
Board of Directors of CENTRAL AT
LANTA HOLDING CO. held at 141
Peachtree Street, N.E., Atlanta, Geor
gia on June 5, 1961, at 10:00 o’clock
"PLAN OF COMPLETE LIQUIDATION
AND DISSOLUTION
1. Central Atlanta Holding Co., here
inafter called the Company, has Issued
an outstanding S00 shares of common
stock, of the par value of $100.00 per
share. The Company will caasa tbs
active conduct of Its business and wind
up Its affairs and, within tha meaning
of Section 337 of tha Internal Revenue
Code of 1*54, will liquidate end distri
bute all of Its assets In complete
liquidation, lest any assats retained to
meet claims, within the twelve month
period beginning on the date of the
adoption of this Plan of Complata
Liquidation and Dissolution.
2. The Officers and Directors of tha
Company ara authorized from time to
time to nogotlat# and to consummate
taloa of all or any portion or portions
of the properties of the Company, on
such terms and conditions as they In
their discretion shall deem beneficial
to the Company, Including the assump
tion by tha purchaser or purchasers of
any or all llabllties of the Company,
subfect to any requisite approval or
other action by the Stockholders of the
Company.
3. The Directors may from time to
time authorize one or more distribu
tions et property of the Company, in
cash or In kind. In a aeries of distri
butions In complete liquIdaHon, re
taining such assets as they may deem
necessary to meet claims or tUMIIHa*
of the Company, and to continue the
operation of such properties of the
Company as havo not boon sold at the
time of any such distribution.
I. Prior to the expiration of the
twelve month period beginning on the
date of the adoption of this plan, such
of tha asset* of the Company as have
net previously been distributed end
in the opinion of Its Directors need no
longer be retained to meet claims or
llablltlos, shall bo distributed to the
holders of the Company’s common
stock.
5. Each of the foregoing distributions
In complata liquidation shall be In ex
change solely for, end In complete
redemption end cancellation of, and
In payment for, all of the outstanding
common stock of the Company, and
Hit stockholder* shall. If the Direc
tors so determine, surrender their
certificates for such shares for record
lisa thereon receipt of dlstributLsns
prior to the final distribution, end
shall surrender such cerflflcaUs for
cancellation upon receipt of the final
distribution heroin authorized.
$ The Officer* and Director* of Hi*
Company »h*H proceed with the volun
tary diuolutton of the Company under
the law* of the *t»H of Oeorgla at
suds time, not la Ur than tweiva
months after the date of adoption of
this plan, a* they may deem appropri-
aU and may withdraw tha Company
THE SOUTHERN ISRAELITE
Increase Reported in Israel Bond
Sales in Georgia, South Carolina
An increase in Israel Bond
sales during 1961 in Georgia and
South Carolina has been reported
by Ben Massell, Atlanta, States
Chairman for Israel Bonds. Many
communities in the two state area
reported large increases over the
prior years sales.
Atlanta, Charleston, Greenville
and Dalton are some of the many
cities whose sale records in
creased over the 1960 sales fig-
u re.
Mi Massell stated that tie was
“most pleaaed with the response
this year but was doubly pleased
with the addition of 147 people
who purchased Israel Bonds for
the first time.
“This, added to the regular
Bond buyers,” Mr. Massell added,
“indicates the growing recogni
tion to Israel’s program of eco
nomic development within its
own boundaries and the part that
Israel is playing in helping de-
JNIathan Karnibad Receives Israel Bond Award
Nathan Karnibad of Savannah who has served as chairman of the Savannah Israel Bond Commit
tee for two years—1960 and 1961, was presented the Bar Mitzvah Israel Bond leadership award at a
dinner in Savannah recently. The presentation was made by Dr. William Wexler prominent civic and
communal leader in behalf of the officers of the Israel Bond Organization.
Under the leadership of Mr. Karnibad the Savannah Israel Bond sales program hit new highs in
sales and activities. ‘
Over 200 persons were present at the dinner. Mr. Albert Tenenbaum was dinner chairman. The
dinner was held at the Jewish Educational Alliance.
Friday, January 12, 1982
velop other smaller nations.”
Mr Massell also announced
“that he is more than confident
that 1962 will be a banner year
for bonds in South Carolina and
Georgia and that the plans pro
jected for 1962 are most excit
ing”
Augusta
Events
Mr and Mrs. Perry Smoien
and children spent the holiday
weekend visiting their mother,
Mrs Dora Smoien and their sis
ter and brother, Mr. and Mrs.
Max Bogo and family.
Mr. and Mrs. Gene Weinberger,
Mr. and Mrs. Sol Weinberger of
Nashville, Mr and Mrs. Myron
Fogel and Mr. and Mrs. Herbert
Shapiro spent a week in New
Orleans and attended the Sugar
Bowl game. Mr and Mrs. Sol
Weinberger who have been
the guests of their son and
daughter, returned to their home
after their visit in New Orleans
Bette Elaine Miller, daughter
of Dr. and Mrs. A. W Miller, lias
returned to Columbia University
after spending the holiday season
with her parents.
Chaplain Harold E Neustadter
of Ft. Gordon was honored
at the annual Mid-Year Confer
ence of the* Yeshiva University
Kabbimc Alumni on January 7-H
at the University’s Main Center
in Manhattan.
Jewish War Veterans Post No
53 f spent Chrismas DayNlistrib-
uting some 1,000 gifts to patients
at Forest Hills and Lenwood
Veteran Hospitals.
Mr. and Mrs. Morris Marks
were hosts at a cocktail party at
their home preceding the Cen
ter’s Annual New Year Eve
dance.
Mrs. Max Bogo has accepted
the temporary chairmanship of
the newly formed Center Wom
en’s Auxiliary.
The Perennial Gajden Club
gave shrubbery and plants to the
Center to beautify the grounds.
for the best in ...
pest
^control
Hilton Rejects Arab
Boycott Threat Over
Hotel in Israel
NEW YORK, (JTA)—A spokes
man for the Hilton International
Corporation said Tuesday that
plans of the hotel chain to oper
ate a hotel built in Tel Aviv
would not be affected by a boy
cott threat from the American-
Arab Association for Commerce
and industry made several days
ago.
The threat was contained in a
letter to Conrad Hilton, president
of tiie corporation, from Alfred
M. Lilienthal, secretary-counsel
of the Association and former of
ficer of the anti-Zionist Ameri
can Council for Judaism. Gordon
W. Reed, chairman of Texas Gulf
Producing Co., is president of the
American-Arab Association
In his letter, Mr. Lilienthal in
formed the hotel magnate that
he had just returned from a
meeting with the chairman of the
Arab boycott Committee in Da
mascus. He told Mr. Hilton that
if he proceeded with his plans in
Israel, “it means the loss of Hil
ton holdings in Cairo and the
end of any plans you might have
in Tunis, Baghdad, Jerusalem or
any Arab country. In addition,
the Saudi royal family, Egyptian
businessmen, Arabs and United
States companies who service the
Arab states, will not stop at your
hotels in America, or any part of
the world.”
- The hotel leader replied: “As
Americans, we consider Arabs
and Jews our friends and hope
that ultimately we„ can all live
in peace. There was no threat
from Israel when we opened our
Cairo hotel. Does your committee
also propose to boycott the Uni
ted States Government because
it maintains diplomatic relations
with Israel?”
service
from qualifeation In any othar state
whenever thay deem such action ap
propriate.
7. The Officers and Oirectort of the
Company ar# authorized, empo wared,
anA directed to do any end all othar
things in its name and behalf which
they may deem necessary or advis
able In order to carry out tha pur
poses and Intentions of this plan. They
shall be held harmless by the Com
pany for any action under this plan
taken In good faith, end any expense
or liabilities so incurred by them
shell be that of the Company.
8. The Officers end Directors of the
Company ara 'authorized, empowered,
and directed to do any end ell other
things in Its name end behalf which
they may deam necessary or advisable
In order to carry out the purposes
and Intentions of this plan. They shall
be held harmless by the Company for
any action under this plan taken in
good faith, and any expense or liabili
ties so incurred by them shall be that
of the Company.
9. It is Intended that this Plan of
Complete Liquidation and Dissolution
shall be e Plan of Complete Liquida
tion within the terms of Section 337
of the Internal Revenue Code of 1954.
This' plan shall be deemed to author
ized such actions as, In the opinion
of counsel for the Company, may be
necessary to conform with tha provi
sions of such Secton 337.
FURTHER RKSOLVED that a special
meeting of Stockholders of the Com
pany be celled immediately following
this meeting, for the purpose of sub-
mtitng the foregoing Plan of Com
plete Liquidation end Dissolution to
the Stockholders for ratification, ap
prove! and adoption.
FURTMSR RESOLVED that If the
foregoing Plan of Complete Liquida
tion and Dissolution is ratified, ap
proved, and adopted by the Stockhold
ers that the Officers and Directors of
the Company be authorized, empow
ered, and directed to do any and all
things in its name and behalf which
they may deem necessary or advisable
to carry out the purposes end inten
tions of such plan. M
I. L. A. ROSENBERG, Secretary of
CENTRAL ATLANTA HOLDING CO.,
hereby certify that the above Is a di
rect copy of the excerpt of the special
called meeting of the stockholders of
said corporation and that the above
Plan of Complete Liquidation and Dis
solution is a direct and correct copy
of an excerpt of the minutes of the
Hoard of Directors of said corporation
L. A. Rosenberg
Secretary
ORDER
The foregoing petition of CENTRAL
ATLANTA HOLDING CO., having been
read and considered, and tt appealing
that the petition is legitimately within
the purview and intent of the laws of
the State of Georgia, and that there
is no reason why the corporation
should not be dissolved and its charter
surrendered to the State of Georgia.
IT IS THEREFORE ORDERED,
JUDGED. AND DECREED that the
prayers of said petitioner be and the
same is hereby granted and the said
corporation is hereby dissolved and
its charter surrendered to the State
of Georgia.
Let a copy of the foregoing petition
and of this order be published once a
week for four weeks as by lav pro
vided.
Dated thla 12th day of December,
1961.
Stonewall Dyer,
Judge, Superior Court,
Fulton County, Georgia
Dec. 21, 29; Jan. J, 11
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